Cavitex extends tender offer for 12% notes issued by Manila Cavite

By Susanna Moon

Chicago, April 2 - Cavitex Finance Corp. said that holders now have until 11:59 p.m. ET on April 11 to tender the $160 million of outstanding 12% notes due 2022, series 2010-1, issued by Manila Cavite Toll Road Finance Co.

The tender offer expiration was moved back from 11:59 p.m. ET on March 30.

As of the original expiration, holders had tendered $142,445,000, or about 89%, of the notes. That compares with tenders for $115,995,000, or 72.5%, of the notes as of the original consent date.

The early tender deadline was 11:59 p.m. ET on March 30, and the withdrawal deadline passed on March 16. The company had previously extended the consent deadline to 11:59 p.m. ET on March 30 to coincide with the offer expiration. The consent solicitation was originally set to end at 5 p.m. ET on March 16.

The total purchase price will be par, including a $30 tender premium, for each $1,000 principal amount of notes tendered by the early deadline.

Holders who tender their notes after the consent date will be ineligible to receive the $30 premium.

Cavitex began a cash tender offer for the notes on March 5. In conjunction with the tender offer, Cavitex is soliciting consents from noteholders

• To enact proposed amendments eliminating most of the restrictive covenants, all of the early amortization events, all of the cash trapping events and some reporting provisions from the indenture governing the 12% notes as well as making other technical changes to the indenture, including the deletion of some definitions and the elimination of some cross-references;

• For UEM-MARA Philippines Corp. to issue new shares to a third-party investor or investors;

• To consent to the termination of any existing cash trapping event period; and

• To declare the occurrence of an early amortization event under a particular clause of the definition of "series 2010-1 early amortization event."

Cavitex previously said the amount tendered by the original consent deadline exceeded the amount required to amend the notes.

Settlement is expected to occur on April 16.

As previously noted, the tender offer and consent solicitation are conditioned upon receipt of tenders from holders representing more than 90% of the outstanding notes, funding to purchase the notes and other general conditions. Once these conditions are satisfied, Cavitex will purchase the tendered notes and the proposals will become effective.

Cavitex also announced previously that UEM-MARA Philippines has declared the occurrence of an early amortization event because Manila Cavite failed to maintain a minimum quarterly debt service coverage ratio of 1.15 to 1.00 for the quarterly reporting period ended Feb. 29.

Bank of America Merrill Lynch (646 855-3401 or 888 292-0070) is the manager for the tender offer and consent solicitation. Global Bondholder Services Corp. (212 430-3774 or 866 924-2200) is the information agent.

Cavitex and Manila Cavite Toll Road Finance are incorporated in the Cayman Islands. Manila-Cavite is a tollway/expressway in the Philippines.

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